Clear Secure (NYSE: YOU) CEO donates 200K shares after equity restructuring

Rhea-AI Filing Summary

Clear Secure, Inc.’s CEO Caryn Seidman Becker reported several non-market equity moves involving Class A and Class B common stock. On Class B shares, 200,000 were disposed of, leaving 151,787 Class B shares held indirectly, which carry 20 votes per share and associated economic rights.

Per the company’s charter, each share of Class B common stock was converted into one share of Class A common stock. Around the same time, 200,000 Class A shares were acquired indirectly and then transferred for no value from Alclear Investments, LLC, which Ms. Seidman Becker controls, into her direct ownership as a change in the form of beneficial ownership.

She then made a bona fide gift of 200,000 Class A shares to a 501(c)(3) charitable foundation, receiving no value in return. These events reflect entity restructuring and charitable giving rather than open-market buying or selling.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Seidman Becker Caryn

(Last) (First) (Middle)

85 10TH AVE., 9TH FLOOR

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Clear Secure, Inc. [ YOU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class B Common Stock(1)(2)	03/12/2026		D(1)		200,000	D	(1)	151,787	I	See footnote(3)
Class A Common Stock(1)	03/12/2026		A(1)		200,000	A	(1)	200,000	I	See footnote(3)
Class A Common Stock(4)	03/13/2026		J(4)		200,000	D	$0(4)	0	I	See footnote(3)
Class A Common Stock(4)	03/13/2026		J(4)		200,000	A	$0(4)	200,000	D
Class A Common Stock(5)	03/13/2026		G(5)		200,000	D	$0(5)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the terms of the Issuer's Certificate of Incorporation, each share of Class B common stock of the Issuer ("Class B Common Stock") was converted into a share of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis.

2. Shares of Class B Common Stock have 20 votes per share and economic rights (including rights to dividends and distributions upon liquidation).

3. Alclear Investments, LLC is controlled by Ms. Seidman Becker, its sole manager, who has dispositive control and voting control over the shares held by Alclear Investments, LLC.

4. Represents a transfer for no value from Alclear Investments, LLC to the reporting person in connection with the gift transactions reported herein. The reporting person believes that the transfer constitutes a change in form of beneficial ownership of the shares, exempted by Rule 16a-13 under the Securities Exchange Act of 1934.

5. This transaction represents a gift / donation to a 501(c)(3) charitable foundation. No value was received for the gifted shares.

	/s/ Lynn Haaland, Attorney-in-Fact	03/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider stock transactions did Clear Secure (YOU) report for Caryn Seidman Becker?

Clear Secure’s CEO reported restructuring and gifting transactions. She moved 200,000 Class A shares from an affiliated LLC into direct ownership, then gifted those 200,000 shares to a 501(c)(3) charitable foundation, with no open-market purchases or sales reported.

How many Clear Secure (YOU) Class B shares does the CEO hold after these transactions?

After the reported disposition of 200,000 shares of Class B common stock, the CEO’s indirect holdings show 151,787 Class B shares. These Class B shares carry 20 votes each and include standard economic rights such as dividends and liquidation distributions.

Were the Clear Secure (YOU) insider transactions open-market buys or sells?

The transactions were not open-market buys or sells. They include a disposition of Class B shares, internal transfers between an LLC and the CEO, and a bona fide gift of 200,000 Class A shares to a charitable foundation, all at zero dollar per-share prices.

What role did Alclear Investments, LLC play in the Clear Secure (YOU) insider filing?

Alclear Investments, LLC, controlled by the CEO, initially held the relevant shares. It transferred 200,000 Class A shares for no value to the CEO, described as a change in the form of beneficial ownership, with the CEO retaining dispositive and voting control over Alclear’s holdings.

How were Clear Secure (YOU) Class B shares converted into Class A shares?

According to the company’s certificate of incorporation, each share of Class B common stock was converted into one share of Class A common stock on a one-for-one basis. This conversion applied to the reported 200,000 Class B shares involved in these transactions.

What charitable activity involving Clear Secure (YOU) stock did the CEO report?

The CEO reported a bona fide gift of 200,000 shares of Class A common stock to a 501(c)(3) charitable foundation. A footnote states that no value was received for the gifted shares, characterizing the transaction as a donation rather than a sale.